PETROL OIL AND GAS, INC.

2300 Patrick Lane, Suite 26                       Phone: 702.454.7318
Las Vegas, Nevada 89119                           Fax: 702.434.7594

                              LETTER AGREEMENT

August 4, 2003

William Stoeckinger
5742 Hazel Road
Barttlesville, OK 74006

     RE:  REVISIONS TO GEOLOGIST/TECHNICAL ADVISOR CONSULTING AGREEMENT DATED
          DECEMBER 19, 2002

Dear Mr. Stoeckinger:

On  December  19,  2002,  you  entered  into  a  Geologist/Technical  Advisor
Consulting  Agreement  (the "Agreement") with Petrol Oil  and  Gas,  Inc.,  a
Nevada corporation. The term of the Agreement was to commence on December  1,
2002 and end on December 31, 2003.

Pursuant to Subsection 4.3.1. of the Agreement, as partial consideration  for
your  services, we agreed to issue you 20,000 shares of our common stock  for
every  month  you  fulfill your duties, as defined in  the  Agreement,  which
shares were to be issued to you quarterly in arrears.

To  eliminate any confusion or misunderstanding as to the term or  timing  of
the  issuance of shares to you, we suggest the following changes be  made  to
the Agreement:

1.   The Term of the Agreement shall be revised to specify that the effective
       date of the Agreement shall be January 1, 2003.

2.   As per Section 2.1 of the Agreement, we hereby extend the term of the
       Agreement to terminate on January 31, 2004.

The  changes above have been made to clarify our understanding as to when the
issuance  of  the 20,000 shares was to begin (January 1, 2003) and  for  what
length  of  time we will be obligated to issue you additional shares  (20,000
shares per month ending on January 31, 2004, for a total of 260,000 shares).

On  May 20, 2003, we issued you 80,000 shares of our common stock, which  was
for the period from January 1, 2003 to April 30, 2003. We will be issuing you
an  additional 40,000 shares within five (5) days of the date of this  Letter
to  cover  the period from May 1, 2003 to June 30, 2003. Your next  issuance,
assuming all duties specified in the Agreement are performed, will be due  on
September 30, 2003.

If  this  letter  accurately sets forth our understanding,  please  sign  and
return a copy to me at your earliest convenience.


Best regards,



Paul Branagan
President
Petrol Oil and Gas, Inc.

Agreed and accepted as of August 8, 2002


/S/William Stoeckinger
William Stoeckinger